ALLIANCEBERNSTEIN VARIABLE PRODUCTS SERIES FUND, INC.
INTERNATIONAL VALUE PORTFOLIO

FORMER POLICIES
CURRENT POLICIES

Investment Objective:
Fundamental:
The Portfolio's investment objective is long-term growth of capital.
Non-fundamental:
The Portfolio's investment objective is long-term growth of capital.

Fundamental Investment Policies:
The Portfolio may not make loans except through (a) the purchase of
debt obligations in accordance with its investment objective and
policies; (b) the lending of portfolio securities; or (c) the use
of repurchase agreements.
The Portfolio may not make loans except through (i) the purchase of debt
obligations in accordance with its investment objectives and policies;
(ii) the lending of portfolio securities; (iii) the use of repurchase
agreements; or (iv) the making of loans to affiliated funds as permitted
under the 1940 Act, the rules and regulations thereunder (as such statutes,
rule or regulations may be amended from time to time), or by guidance
regarding, and interpretations of, or exemptive orders under, the 1940 Act.
The Portfolio may not borrow money or issue senior securities except
to the extent permitted by the 1940 Act.


Related non-fundamental policy:
Under the 1940 Act, the Portfolio is not permitted to borrow unless
immediately after such borrowing there is "asset coverage," as that
term is defined and used in the 1940 Act, of at least 300% for all
borrowings of the Portfolio.  In addition, under the 1940 Act, in
the event asset coverage falls below 300%, a Portfolio must within
three days reduce the amount of its borrowing to such an extent that
the asset coverage of its borrowings is at least 300%.
The Portfolio may not issue any senior security (as that term is
defined in the 1940 Act) or borrow money, except to the extent
permitted by the 1940 Act or the rules and regulations thereunder
(as such statute, rules or regulations may be amended from time to
time) or by guidance regarding, or interpretations of, or exemptive
orders under, the 1940 Act or the rules or regulations thereunder
published by appropriate regulatory authorities.
For the purposes of this restriction, margin and collateral arrangements,
including, for example, with respect to permitted borrowings, options,
futures contracts, options on futures contracts and other derivatives
such as swaps are not deemed to involve the issuance of a senior security.

Related non-fundamental policy eliminated.
The Portfolio may not pledge, hypothecate, mortgage or otherwise encumber
its assets, except to secure permitted borrowings.
Policy eliminated.
The Portfolio may not invest in companies for the purpose of exercising
control.
Policy eliminated.
The Portfolio may not purchase or sell real estate, except that it
may purchase and sell securities of companies which deal in real
estate or interests therein and securities that are secured by real
estate, provided such securities are securities of the type in which
a Portfolio may invest.
The Portfolio may not purchase or sell real estate except that it may
dispose of real estate acquired as a result of the ownership of
securities or other instruments.  This restriction does not
prohibit the Portfolio from investing in securities or other
instruments backed by real estate or in securities of companies
engaged in the real estate business.
The Portfolio may not purchase or sell commodities or commodity
contracts, including futures contracts (except foreign currencies,
futures on securities, currencies and securities indices and forward
currency exchange contracts or contracts for the future acquisition
or delivery of securities and foreign currencies and other similar
contracts and options on the foregoing).

Related non-fundamental policy:
The Portfolio will limit its use of futures contracts and options
on futures contracts so that either (i) the contracts or options
thereon are for "bona fide hedging" purposes as defined under
regulations of the Commodity Futures Trading Commission ("CFTC")
or (2) if for other purposes, no more than 5% of the liquidation
value of the Portfolio's total assets will be used for initial
margin of option premiums required to establish non-hedging positions.
The Portfolio may not purchase or sell commodities regulated by
the Commodity Futures Trading Commission under the Commodity
Exchange Act or commodities contracts except for futures contracts
and options on futures contracts.




Related non-fundamental policy eliminated.
The Portfolio may not concentrate more than 25% of its assets
in any particular industry group or group of industries.
The Portfolio may not concentrate investments in an industry,
as concentration may be defined under the 1940 Act or the rules
and regulations thereunder (as such statute, rules or regulations
may be amended from time to time) or by guidance regarding,
interpretations of, or exemptive orders under, the 1940 Act
or the rules or regulations thereunder published by appropriate
regulatory authorities.

The Portfolio is diversified.

Non-fundamental Investment Policies:
The Portfolio may invest up to 20% of its total assets in
convertible securities.
The Portfolio may invest in convertible securities.
The Portfolio may invest up to 15% of its net assets in illiquid securities.
The Portfolio will limit its investment in illiquid securities to no
more than 15% of net assets or such other amount permitted by guidance
regarding the 1940 Act.
The Portfolio may invest up to 10% of its total assets in rights and warrants.
The Portfolio may invest in rights and warrants.
The Portfolio may make short sales of securities or maintain a short
position, but only if at all times when a short position is open not
more than 33% of the Portfolio's net assets is held as collateral for
such sales.
The Portfolio may make short sales of securities or maintain short positions.
The Portfolio may make loans of portfolio securities of up to 30% of
its total assets.
The Portfolio may lend portfolio securities to the extent permitted
under the 1940 Act or the rules and regulations thereunder (as such
statute, rules or regulations may be amended from time to time) or
by guidance regarding, interpretations of, or exemptive orders under,
the 1940 Act.
The Portfolio will limit its investments in standby commitments so
that the aggregate purchase price of the securities subject to the
commitments does not exceed 20% of its assets.
Policy eliminated.
Under the 1940 Act, the Portfolio may invest not more than 10% of
its total assets in securities of other investment companies.  In
addition, under the 1940 Act each Portfolio may not own more than 3%
of the total outstanding voting stock of any investment company and
not more than 5% of the value of each Portfolio's total assets may be
invested in the securities of any investment company.
The Portfolio may invest in the securities of other investment companies,
including exchange-traded funds, to the extent permitted under the
1940 Act or the rules and regulations thereunder (as such statute,
rules or regulations may be amended from time to time) or by guidance
regarding, interpretations of, or exemptive orders under, the 1940 Act
or the rules or regulations thereunder published by appropriate
regulatory authorities.

The Portfolio may not purchase securities on margin, except (i) as
otherwise provided under rules adopted by the SEC under the 1940 Act
or by guidance regarding the 1940 Act, or interpretations thereof, and
(ii) that the Portfolio may obtain such short-term credits as are
necessary for the clearance of portfolio transactions, and the
Portfolio may make margin payments in connection with futures
contracts, options, forward contracts, swaps, caps, floors,
collars and other financial instruments.


SK 00250 0073 695899